<PAGE>   1

                                                                     EXHIBIT 4.4

                                                                        ANNEX VI
                                                                              TO
                                                   SECURITIES PURCHASE AGREEMENT


                                FORM OF WARRANT


THESE SECURITIES AND THE SECURITIES ISSUABLE UPON THEIR EXERCISE HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED UNLESS
COVERED BY AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT, A "NO ACTION"
LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION WITH RESPECT TO SUCH
TRANSFER, A TRANSFER MEETING THE REQUIREMENTS OF RULE 144 OF THE SECURITIES AND
EXCHANGE COMMISSION, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER TO THE
EFFECT THAT ANY SUCH TRANSFER IS EXEMPT FROM SUCH REGISTRATION.


                                   SATX, INC.

                         COMMON STOCK PURCHASE WARRANT

         1.  ISSUANCE.  In consideration of good and valuable consideration, the
receipt of which is hereby acknowledged by SATX, INC., a Nevada corporation (the
"Company"), ____________ , or registered assigns (the "Holder") is hereby
granted the right to purchase at any time commencing and continuing until
5:00 P.M., New York City time, on __________________ , 200___(1) (the
"Expiration Date"), _________ Thousand (____)(2) fully paid and nonassessable
shares of the Company's Common Stock, par value $.001 per share (the "Common
Stock") at an initial exercise price of $______(3) per share (the "Exercise
Price"), subject to further adjustment as set forth herein.


---------------------

         (1) Insert date which is last day of month in which fifth anniversary
of the relevant Closing Date occurs.

         (2) Insert 100,000 for every $250,000 of Debenture purchased.

         (3) Insert amount equal to 120% of (y) Weighted Average Conversion
Price (as defined below).

"W.A.C.P." means (i) the sum of the Conversion Principal (as defined below) for
all conversions of the Debenture prior to such exercise, divided by (ii) the
aggregate principal of the Debenture converted prior to such exercise.

"Conversion Principal" means, for each conversion, (x) the principal amount of
the Debenture converted by such conversion, multiplied by (y) the Conversion
Price applicable to that conversion.




<PAGE>   2

         2.  Exercise of Warrants. This Warrant is exercisable in whole or in
part at the Exercise Price per share of Common Stock payable hereunder, payable
in cash or by certified or official bank check, or by means of tendering this
Warrant Certificate to the Company to receive a number of shares of Common Stock
equal in Market Value to the difference between the aggregate Market Value of
the shares of Common Stock issuable upon exercise of this Warrant and the total
cash exercise price thereof divided by the Market Volume. Upon surrender of this
Warrant Certificate with the annexed Notice of Exercise Form duly executed,
together with payment of the Exercise Price for the shares of Common Stock
purchased, the Holder shall be entitled to receive a certificate or certificates
for the shares of Common Stock so purchased.

         3.  Reservation of Shares. The Company hereby agrees that at all times
during the term of this Warrant there shall be reserved for issuance upon
exercise of this Warrant such number of shares of its Common Stock as shall be
required for issuance upon exercise of this Warrant (the "Warrant Shares").

         4.  Mutilation or Loss of Warrant. Upon receipt by the Company of
evidence satisfactory to it of the loss, theft, destruction or mutilation of
this Warrant, and (in the case of loss, theft or destruction) receipt of
reasonably satisfactory indemnification, and (in the case of mutilation) upon
surrender and cancellation of this Warrant, the Company will execute and deliver
a new Warrant of like tenor and date and any such lost, stolen, destroyed or
mutilated Warrant shall thereupon become void.

         5.  Rights of the Holder. The Holder shall not, by virtue hereof, be
entitled to any rights of a stockholder in the Company, either at law or equity,
and the rights of the Holder are limited to those expressed in this Warrant and
are not enforceable against the Company except to the extent set forth herein.

         6.  Protection Against Dilution.

             6.1  Adjustment Mechanism. If an adjustment of the Exercise Price
is required pursuant to this Section 6, the Holder shall be entitled to purchase
such number of additional shares of Common Stock as will cause (i) the total
number of shares of Common Stock Holder is entitled to purchase pursuant to this
Warrant, multiplied by (ii) the adjusted purchase price per share, to equal
(iii) the total number of shares of Common Stock Holder is entitled to purchase
before adjustment multiplied by the total purchase price before adjustment.

             6.2  Capital Adjustments. In case of any stock split or reverse
stock split, stock dividend, reclassification of the Common Stock,
recapitalization, merger or consolidation, or like capital adjustment affecting
the Common Stock of the Company, the provisions of this Section 6 shall be
applied as if such capital adjustment event had occurred immediately prior to
the date of this Warrant and the original purchase price had been fairly
allocated to the stock resulting from such capital adjustment; and in other
respects the provisions of this Section shall be applied in a fair, equitable
and reasonable manner so as to give effect, as nearly as may be, to the
purposes hereof.

                                       2

<PAGE>   3

A rights offering to stockholders shall be deemed a stock dividend to the
extent of the bargain purchase element of the rights.

         6.3      Adjustment for Spin Off.  If, for any reason, prior to the
exercise of this Warrant in full, the Company spins off or otherwise divests
itself of a part of its business or operations or disposes all or of a part of
its assets in a transaction (the "Spin Off") in which the Company does not
receive compensation for such business, operations or assets, but causes
securities of another entity (the "Spin Off Securities") to be issued to
security holders of the Company, then

         (a) the Company shall cause (i) to be reserved Spin Off Securities
equal to the number thereof which would have been issued to the Holder had all
of the Holder's unexercised Warrants outstanding on the record date (the "Record
Date") for determining the amount and number of Spin Off Securities to be issued
to security holders of the Company (the "Outstanding Warrants") been exercised
as of the close of business on the trading day immediately before the Record
Date (the "Reserved Spin Off Shares"), and (ii) to be issued to the Holder on
the exercise of all or any of the Outstanding Warrants, such amount of the
Reserved Spin Off Shares equal to (x) the Reserved Spin Off Shares multiplied by
(y) a fraction, of which (I) the numerator is the amount of the Outstanding
Warrants then being exercised, and (II) the denominator is the amount of the
Outstanding Warrants; and

         (b) the Exercise Price on the Outstanding Warrants shall be adjusted
immediately after consummation of the Spin Off by multiplying the Exercise Price
by a fraction (if, but only if, such fraction is less than 1.0), the numerator
of which is the Average Market Price of the Common Stock (as defined below) for
the five (5) trading days immediately following the fifth trading day after the
Record Day, and the denominator of which is the Average Market Price of the
Common Stock on the five (5) trading days immediately preceding the Record Date;
and such adjusted Exercise Price shall be deemed to be the Exercise Price with
respect to the Outstanding Warrants after the Record Date. As used herein, the
term "Average Market Price of the Common Stock" means the average closing bid
price of a share of Common Stock, as reported by Bloomberg, LP or, if not so
reported, as reported on the over-the-counter market for the relevant period.

         7.       Transfer to Comply with the Securities Act: Registration
Rights.

         (a) This Warrant has not been registered under the Securities Act of
1933, as amended, (the "Act") and has been issued to the Holder for investment
and not with a view to the distribution of either the Warrant or the Warrant
Shares. Neither this Warrant nor any of the Warrant Shares or any other security
issued or issuable upon exercise of this Warrant may be sold, transferred,
pledged or hypothecated in the absence of an effective registration statement
under the Act relating to such security or an opinion of counsel satisfactory to
the Company that registration is not required under the Act. Each certificate
for the Warrant, the Warrant Shares and any other security issued or issuable
upon exercise of this Warrant shall contain a legend on the face thereof,


                                       3
<PAGE>   4
in form and substance satisfactory to counsel for the Company, setting forth the
restrictions on transfer contained in this Section.

         (b)      The Company agrees to file a registration statement, which
shall include the Warrant Shares, in the "Registration Statement", as
contemplated by and pursuant to the Registration Rights Agreement between the
Company and Holder, dated September 13, 2000.

         8.       Notices. Any notice or other communication required or
permitted hereunder shall be in writing and shall be delivered personally,
telegraphed, telexed, sent by facsimile transmission or sent by certified,
registered or express mail, postage pre-paid. Any such notice shall be deemed
given when so delivered personally, telegraphed, telexed or sent by facsimile
transmission, or, if mailed, two days after the date of deposit in the United
States mails, as follows:

                  (i)      if the Company, to:

                           SATX, Inc.
                           4710 Eisenhower Blvd.
                           Suite B-2, Tampa
                           Florida 33634
                           Attention: Merritt Jesson-President
                           Tel No.: (800) 989-7289
                           Fax No.: (813) 290-0616

                           with a copy to:

                           Frohling, Hudak & Pellegrino, LLC
                           425 Eagle Rock Avenue
                           Roseland, New Jersey 07068
                           Attention: John B. M. Frohling, Esq.
                           Tel No.: (973) 226-4600
                           Fax No.: (973) 226-0969

                  (ii)     if to the Holder, to:

                           with a copy to:

                           Krieger & Prager LLP
                           Suite 1440
                           39 Broadway
                           New York, New York 10006
                           Tel No.: (212) 363-2900
                           Fax No.: (212) 363-2999


                                       4
<PAGE>   5

Any party may designate another address or person for receipt of notices
hereunder by notice given to the other parties in accordance with this Section.

         9.       If the Company fails to deliver to the Holder certificate or
certificates representing the Warrant Shares by the fifth (5th) trading day
after the date of exercise if the address for delivery is in the United States
(and by the seventh (7th) trading day after the date of exercise if the address
for the delivery is outside the United States) the Company shall pay to such
Holder, in cash, as liquidated damages and not as a penalty, $1,000 for each day
after such (5th) fifth (or seventh (7th) as the case may be), trading day until
such certificates are delivered. Nothing herein shall limit the Holder's right
to pursue actual damages for the Company's failure to deliver certificates
representing shares of Common Stock upon exercise within the period specified
herein and the Holder shall have the right to pursue all remedies available to
it at law or in equity including, without limitation, a decree of specific
performance and/or injunctive relief. The exercise of any such rights shall not
prohibit the Holder from seeking to enforce damages pursuant to any other
Section hereof or under applicable law.

         10.      Supplements and Amendments: Whole Agreement.  This Warrant
may be amended or supplemented only by an instrument in writing signed by the
parties hereto. This Warrant of even date herewith contain the full
understanding of the parties hereto with respect to the subject matter hereof
and thereof and there are no representations, warranties, agreements or
understandings other than expressly contained herein and therein.

         11.      Governing Law.  This Warrant shall be deemed to be a contract
made under the laws of the State of New York and for all purposes shall be
governed by and construed in accordance with the laws of such State. Each of the
parties consents to the exclusive jurisdiction of the federal courts whose State
of New York sitting in the City of New York in connection with any dispute
arising under this Agreement.

         12.      Counterparts.  This Warrant may be executed in any number of
counterparts and each of such counterparts shall for all purposes be deemed to
be an original, and all such counterparts shall together constitute but one and
the same instrument.

         13.      Descriptive Headings.  Descriptive headings of the several
Sections of this Warrant are inserted for convenience only and shall not control
or affect the meaning or construction of any of the provisions hereof.

                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


                                       5
<PAGE>   6

         IN WITNESS WHEREOF, the parties hereto have executed this Warrant as
of the __ day of September, 2000.



                                             SATX, INC.



                                             By:
                                                --------------------------------


                                             -----------------------------------


                                             Its
                                                --------------------------------


Attest:
       -----------------------------


                                       6